UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2016
Commission File Number: 001-33765
AIRMEDIA GROUP INC.
17/F, Sky Plaza
No. 46 Dongzhimenwai Street
Dongcheng District, Beijing 100027
The People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| AIRMEDIA GROUP INC. | ||||
| By: | /s/ Herman Man Guo | |||
| Name: | Herman Man Guo | |||
| Title: | Chairman and Chief Executive Officer | |||
Date: December 22, 2016
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Unaudited Condensed Consolidated Balance Sheet of AirMedia Group Inc. as of June 30, 2016 and Unaudited Condensed Consolidated Statements of Operations of AirMedia Group Inc. for the six months ended June 30, 2016 | |
Exhibit 99.1
AirMedia Group Inc.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In U.S. dollars in thousands)
| As of June 30, 2016 |
||||
| ASSETS: |
||||
| Current assets: |
||||
| Cash and cash equivalents |
218,630 | |||
| Short-term investments |
3,611 | |||
| Accounts receivable, net |
8,903 | |||
| Prepaid concession fees |
10,708 | |||
| Amount due from related parties |
3,057 | |||
| Other current assets |
27,781 | |||
| Deferred tax assets - current |
35 | |||
|
|
|
|||
| Total current assets |
272,725 | |||
|
|
|
|||
| Prepaid equipment costs |
22,146 | |||
| Property and equipment, net |
43,681 | |||
| Amounts due from related parties - non-current |
7,523 | |||
| Long-term deposits |
5,784 | |||
| Deferred tax assets - non-current |
4,107 | |||
| Long-term investments |
90,168 | |||
| Acquired intangible assets, net |
2,012 | |||
| Other non-current assets |
9,730 | |||
|
|
|
|||
| Total assets |
457,876 | |||
|
|
|
|||
| LIABILITIES AND EQUITY: |
||||
| Current liabilities: |
||||
| Accounts payable |
27,172 | |||
| Accrued expenses and other current liabilities |
4,419 | |||
| Deferred revenue |
1,589 | |||
| Income tax payable |
24,891 | |||
| Amounts due to related parties |
9,227 | |||
|
|
|
|||
| Total current liabilities |
67,298 | |||
|
|
|
|||
| Other non-current liabilities |
873 | |||
| Deferred tax liability - non-current |
72 | |||
| Provision for earout commitment |
24,602 | |||
|
|
|
|||
| Total liabilities |
92,845 | |||
|
|
|
|||
| Equity |
||||
| Ordinary shares |
128 | |||
| Additional paid-in capital |
322,317 | |||
| Treasury stock |
(1,942 | ) | ||
| Statutory reserves |
26,273 | |||
| Accumulated deficits |
(5,064 | ) | ||
| Accumulated other comprehensive income |
13,443 | |||
|
|
|
|||
| Total AirMedia Group Inc.’s shareholders’ equity |
355,155 | |||
|
|
|
|||
| Noncontrolling interests |
9,876 | |||
|
|
|
|||
| Total equity |
365,031 | |||
|
|
|
|||
| Total liabilities and equity |
457,876 | |||
|
|
|
|||
AirMedia Group Inc.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In U.S. dollars in thousands, except share and ADS related data)
| Six Months Ended | ||||
| June 30, 2016 |
||||
| Revenues |
7,540 | |||
| Business tax and other sales tax |
(37 | ) | ||
|
|
|
|||
| Net revenues |
7,503 | |||
| Cost of revenues |
19,590 | |||
|
|
|
|||
| Gross profit |
(12,087 | ) | ||
| Operating expenses: |
||||
| Selling and marketing * |
5,335 | |||
| General and administrative * |
20,925 | |||
|
|
|
|||
| Total operating expenses |
26,260 | |||
|
|
|
|||
| Loss from operations |
(38,347 | ) | ||
| Interest income, net |
309 | |||
| Other income, net |
2,580 | |||
|
|
|
|||
| Loss before income taxes |
(35,458 | ) | ||
| Income tax (expenses)/benefits |
960 | |||
|
|
|
|||
| Net loss before net income of equity method investments |
(34,498 | ) | ||
| Net (loss)/income of equity method investments |
3 | |||
|
|
|
|||
| Net loss |
(34,495 | ) | ||
|
|
|
|||
| Less: Net loss attributable to noncontrolling interests |
(5,873 | ) | ||
|
|
|
|||
| Net loss attributable to AirMedia Group Inc.’s shareholders |
(28,622 | ) | ||
|
|
|
|||
| Net loss attributable to AirMedia Group Inc.’s shareholders per ordinary share |
||||
| Basic |
(0.23 | ) | ||
| Diluted |
(0.23 | ) | ||
| Net loss attributable to AirMedia Group Inc.’s shareholders per ADS |
||||
| Basic |
(0.46 | ) | ||
| Diluted |
(0.46 | ) | ||
| Weighted average ordinary shares outstanding used in computing net loss per ordinary share - basic |
124,997,627 | |||
| Weighted average ordinary shares outstanding used in computing net loss per ordinary share - diluted |
124,997,627 | |||
| * Share-based compensation charges included are as follow: |
||||
| Selling and marketing |
— | |||
| General and administrative |
579 | |||